Press release

RNS Number : 5267H

Riverstone Energy Limited

15 November 2018

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, NEW ZEALAND OR JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.

15 November 2018

- THIS ANNOUNCEMENT INCLUDES INSIDE INFORMATION -

Riverstone Energy Limited ("REL" or the "Company")

Results of Extraordinary General Meeting ("EGM"), results of Tender Offer

and Strike Price announced

Riverstone Energy Limited today announces that the Tender Offer for up to £55.0 million in value of the Company's Shares closed at 1:00 p.m. on 14 November 2018. Terms used in this announcement shall have the same meaning as set out in the Company's circular in respect of the Tender Offer (the "Circular") of 15 October 2018.

The Resolution at the EGM in respect of the Tender Offer held earlier today was duly passed without amendment. The details of the special resolution were as follows:

For (including discretionary)

65,239,636 votes

Against

836,758 votes

Withheld

0 votes

The Strike Price for the Tender Offer is £12 per Share. A total of 4,583,333 Shares will be acquired by the Company in the Tender Offer. The Strike Price was determined on the basis of the numbers of Shares validly tendered at each tender price, as described in the Circular.

Valid tenders of 7,057,227 Shares were made at the Strike Price and have been scaled back pro rata, adjusted to avoid fractions. The Company will accept for purchase approximately 65% of Shares validly tendered at the Strike Price.

It is intended that settlement of the Tender Offer will occur by 23 November 2018. All Shares acquired by the Company will be cancelled, reducing the number of Shares outstanding by 4,583,333 Shares. Prior to such cancellation, the Company had 84,480,064 Shares outstanding, and following the cancellation, the Company will have 79,896,731 Shares outstanding.

Shares tendered above the Strike Price, and therefore not acquired by the Company in the Tender Offer, will be returned to their holders.

Shareholders should refer to the Circular for the full terms of the Tender Offer.

A copy of the Tender Offer circular has been submitted to the National Storage Mechanism and is available for inspection at www.morningstar.co.uk/uk/NSM

Expected Timetable

Repurchase date for successfully tendered Shares

19 November 2018

Settlement through CREST of, and despatch of cheques for, the Tender Offer consideration, as appropriate

by 23 November 2018

Despatch of balance share certificates and crediting of CREST accounts with Shares not purchased

by 23 November 2018

All references are to local time in London on the day in question.

For further information

Riverstone Energy Limited Tel: +44 (0)20 3206 6300

Ken Ryan

Brian Potskowski

Fraser Johnston-Donne

J.P. Morgan Cazenove Tel: +44 (0)20 7742 4000

Alex Watkins

Edward Gibson-Watt

About Riverstone Energy Limited

REL is a closed-ended investment company that invests exclusively in the global energy industry, with a particular focus on the exploration & production and midstream sectors. REL aims to capitalise on the opportunities presented by Riverstone's energy investment platform. REL is a member of the FTSE 250 and its ordinary shares are listed on the London Stock Exchange, trading under the symbol RSE. REL has 12 active investments spanning conventional and unconventional oil and gas activities in the Continental U.S., Western Canada, Gulf of Mexico, Mexico and credit.

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